0001209191-15-041824.txt : 20150512 0001209191-15-041824.hdr.sgml : 20150512 20150512173249 ACCESSION NUMBER: 0001209191-15-041824 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150511 FILED AS OF DATE: 20150512 DATE AS OF CHANGE: 20150512 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HTG MOLECULAR DIAGNOSTICS, INC CENTRAL INDEX KEY: 0001169987 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 860912294 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3430 E. GLOBAL LOOP CITY: TUCSON STATE: AZ ZIP: 85706 BUSINESS PHONE: 877-289-2615 MAIL ADDRESS: STREET 1: 3430 E. GLOBAL LOOP CITY: TUCSON STATE: AZ ZIP: 85706 FORMER COMPANY: FORMER CONFORMED NAME: HTG MOLECULAR DIAGNOSTICS INC DATE OF NAME CHANGE: 20110523 FORMER COMPANY: FORMER CONFORMED NAME: HIGH THROUGHPUT GENOMICS INC DATE OF NAME CHANGE: 20020326 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Novo A/S CENTRAL INDEX KEY: 0001388325 STATE OF INCORPORATION: G7 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37369 FILM NUMBER: 15855643 BUSINESS ADDRESS: STREET 1: TUBORG HAVNEVEJ 19 CITY: HELLERUP STATE: G7 ZIP: 2900 BUSINESS PHONE: 45 8824 8824 MAIL ADDRESS: STREET 1: TUBORG HAVNEVEJ 19 CITY: HELLERUP STATE: G7 ZIP: 2900 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2015-05-11 0 0001169987 HTG MOLECULAR DIAGNOSTICS, INC HTGM 0001388325 Novo A/S TUBORG HAVNEVEJ 19 HELLERUP G7 2900 DENMARK 0 0 1 0 COMMON STOCK 2015-05-11 4 C 0 754538 A 754538 D COMMON STOCK 2015-05-11 4 C 0 110755 A 865293 D COMMON STOCK 2015-05-11 4 X 0 49786 A 915079 D COMMON STOCK 2015-05-11 4 P 0 365106 14.00 A 1280185 D SERIES D PREFERRED STOCK 2015-05-11 4 C 0 598415 0.00 D COMMON STOCK 598415 0 D SERIES E PREFERRED STOCK 2015-05-11 4 C 0 156123 0.00 D COMMON STOCK 156123 0 D CONVERTIBLE PROMISSORY NOTES (RIGHT TO BUY) 2015-05-11 4 C 0 110755 0.00 D COMMON STOCK 110755 0 D SERIES E PREFERRED STOCK WARRANTS (RIGHT TO BUY) 2015-05-11 4 X 0 49786 0.00 D 2022-01-14 COMMON STOCK 49786 0 D The Series D and Series E Preferred Stock (collectively, the "Preferred Stock") had no expiration date. Upon the closing of the Issuer's initial public offering (the "IPO Closing"), the Preferred Stock automatically converted on a one-for-one basis for no additional consideration into common stock and additional shares were issued for accrued but unpaid dividends on the Preferred Stock. Upon the IPO Closing, convertible promissory notes in the aggregate principal amount of $1,535,440 and accrued and unpaid interest due on such notes (collectively, the "Note Conversion Amount") automatically converted into common stock equal to the Note Conversion Amount divided by $14.00 (the "IPO Per Share Price"). Upon the IPO Closing, an aggregate principal warrant coverage amount of $697, 015 was exercised for shares of common stock at the IPO Share Price. Represents a purchase from the underwriters in the Issuer's public offering. Novo A/S is a Danish limited liability company. The board of directors of Novo A/S (the "Novo Board"), which is currently comprised of Sten Scheibye, Goran Ando, Jeppe Christiansen, Steen Riisgaard and Per Wold-Olsen, has shared investment and voting control over the securities of the Issuer held by Novo A/S (the "Shares") and may exercise such control only with the support of a majority of the Novo Board. As such, no individual member of the Novo Board is deemed to hold any beneficial ownership or reportable pecuniary interest in the Shares. /s/ Bjarne Graven Larsen, Chief Financial Officer of Novo A/S 2015-05-12